


The Prince Of Grim

by FamousFox13, kingkjdragon



Category: RWBY
Genre: Kelly - Freeform, M/M, Original Character(s), Rian - Freeform, Self-Insert, Transformation
Language: English
Status: In-Progress
Published: 2019-01-03
Updated: 2019-01-03
Packaged: 2019-10-03 11:24:26
Rating: Not Rated
Warnings: Creator Chose Not To Use Archive Warnings
Chapters: 1
Words: 4,539
Publisher: archiveofourown.org
Story URL: https://archiveofourown.org/works/17283146
Author URL: https://archiveofourown.org/users/FamousFox13/pseuds/FamousFox13, https://archiveofourown.org/users/kingkjdragon/pseuds/kingkjdragon
Summary: Waking up one morning Oscar Pines never expected to have the voice of a dead headmaster in his mind, nor did he and his boyfriend expect to get swept up in a war between the forces of Grim and the huntress's trying to stop them from taking over. But unknown to Oscar, thanks to Ozpin being in his head he's painted a target on his back by a much bigger threat.





	The Prince Of Grim

**Author's Note:**

> Hey all what's up! That's right it's famous! back with another insert to post and ready for you to view for all your pleasure! this time it's RWBY boys and girls! with all the heartful and drama you can ask for with our own little lustful spice added in for good measure. 
> 
> We do not own RWBY as it is the property of Rooster Teeth and Monty Oum (may he rest in peace)

The Prince of the Grim

****

Volume 4, Chapter 1

****

As sunlight streamed through the windows of an old wooden barn, a startled gasp rang through the air as he sat up straight, eyes wide in shock as he looked around. Thought, he spotted nothing he let out a breath he didn’t even know he was holding. Climbing down the ladder, he moved towards the barn doors, with a grunt he managed to open the door. Letting the rays of dawn shine into the barn, the smell of crisp morning air filled his lungs as he smiled. This young man is Oscar. 

****

Oscar is a boy who is short in stature. His skin is tanned, and he has a faint, perpetual blush and freckles on his cheeks. His hair is an unkempt umber with green undertones, and his eyes are hazel, the main iris being forest green, with accents of burnt orange and yellow around the pupil.

He wears a dirty and scuffed white shirt that laces across the chest. The sleeves are rolled up to his elbows, and there is a pocket on the left tricep. His olive pants are held up by orange suspenders and are tucked into worn, brown boots. The pants are patched over the knee, and a quilted cloth hangs loosely out of his left pocket. His hands are covered by orange gloves, with green straps overlapping across the back of the hand in an X shape, and around the wrist. His neck is wrapped with a torn bandage, though it is noted to not be covering a wound.

Looking out into the open sky, he smiled grabbing a bucket and moved towards the water pump. Placing it under the the facut and began pumping the water, his mind wandering as he tried to think about what it was that had awoken him from his sleep, his attention was drawn back to the pump when he heard the sounds of water splashing along the ground. Shaking his head, he grabbed the bucket and moved on to continue with the rest of his chores. 

Outside the Barn a massive Figure stood going through motions with a whip-like Blade, this figure stood 8 ft tall, shaggy snow-white hair, haunting golden eyes and a sun-kissed skin tone on his massive muscles.  “Sounds like Oscar is up,” the male said his grin showing off sharp teeth as he slid the whip blade into its sheath and turned to head to the barn.

It was dusk by the time Oscar finished with his choirs, he was walking back to the barn pitchfork in hand. As he put it away and made to leave, he walked past a mirror and noticed something he couldn’t place what it was, nor did he know what it was about, but he had felt...different and not in a good way, but in a way that made it seem like he wasn’t himself...but that was impossible he was Oscar Pines….right?

Wanting to test his theory-and to make it so he was sure he wasn’t crazy- he peered into the mirror. “H-Hello?” He asked softly...a few seconds past and nothing happened and he sighed. What was he thinking? Someone was going to answer him? That he was going to hear someone? Or something? That was just ridiculous simply-

“Hello, I am Professor Ozpin-” “AAAAAAAAAH!”  **CRASH!**

He was not prepared for when something actually talked back causing him to fall backwards into a pile of hay, his heart pounding in his chest, eyes wide in fear and shock. “Oscar! You be careful with those tools!” His Aunt called from the house having heard him scream.

Kelly burst into the barn his weapon drawn as he looked for danger and only saw Oscar on the ground, moving to the smaller male Kelly picked him up and asked: “What was that about Oscar?”

Shaking, Oscar pointed to the mirror above the sink. “T-there was someone in the mirror!” He gasped. “It-they-he spoke!”

“Oscar maybe you are coming into your Semblance.” Kelly said standing the smaller teen on his feet and moving with him to the mirror “Try again but stay calm.”

Oscar closed his and tried to focus inward, Kelly had been training him on and off when he wasn’t doing farm work, and while he wasn’t that well versed in fighting he did know about semblances and aura. “ _ You know, it is considered very rude to scream at someone when they are making an introduction.” _ His eyes snapped open and he looked around wildly. “There it is again!”

“Tell me what it is saying” Kelly said placing a calming hand on Oscar’s shoulder.

“It..it just said it was rude to scream at someone who was making an introduction.” Oscar said.

“Ok Ask them to explain what is going on” Kelly said as he kept his hand on Oscar’s shoulder and bent down to give the teen a quick kiss.

Oscar’s cheeks burned but he nodded. Closing his eyes once more, ‘ _ H-Hello?’ _ he tried once more. ‘ _ Are you still there?’ _ he called out to the voice. 

‘ _ I never left.’ _ The voice answered. ‘ _ As i was saying before, my name is Professor Ozpin, and as for your questions well it is a long story.’ _ As the voice-Ozpin Oscar had to remind himself- told his tail of how he came to be inside of Oscar, Oscar in turn told Kelly everything he was being told.

“Wait Ozpin as in the former Headmaster Of Beacon.” Kelly asked Oscar in shock.

“Y-Yeah, that’s what he said.” Oscar nodded.

“Okay, Oscar Ask him if he can prove he is who he says.” Kelly says in a serious tone.

‘ _ If proof is all he needs, then i hope you can forgive me for this Oscar.’ _ Before Oscar could say a thing, his eyes glowed and his body went still. “If proof is what you need.” Oscar-no Ozpin said. “Then, need i bring up what happened when you came in contact with a single shard of the ever rare pink dust?”

“Not my fault my semblance is so unique” Kelly said blushing at the reminder.

****

“You, single handedly caused several students and a teacher to put a restraining order on you.” Ozpin said bluntly. “And they weren’t even from Beacon, and do i even need to bring up what happens when you get exposed to..what was it?” Ozpin rubbed his-Oscars chin- “Ah, right Dragon Nip?”

****

“Okay, I believe you after all only you know what set off those chains of events Professor, but i have one question” Kelly said

****

“And, what is your question?” Ozpin inquired. 

****

“What the hell are you doing in my boyfriend’s head.” Kelly demanded in a growl.

****

“Kelly, you must understand this was by no means my intentions.” Ozpin said holding his hands up. “I can not control who I end up inside of-” ‘ _ Phrasing! Please!’ _ Oscar said from within his own body.

****

“So, want to explain how a dead man is inside a living person.” Kelly said moving to the loft and grabbing his bag and other two weapons.

****

Ozpin sighed. “Tell me, do you know the concept of reincarnation?” he asked leaning against the bookshelf.

****

“Only the basics, and that this is not normal even if reincarnation is real you just died” Kelly said tying his bag on his shoulder.

****

Ozpin nodded. “Yes, and while it may seem strange my quick reincarnation has to do with the events that lead to my death.”

****

“Where are we going, and just how old is your soul Professor” Kelly said picking up Oscar’s supplies.

****

“I am an old soul Kelly.” Was all Ozpin said. “As for the location, we are heading for Haven, where a certain old crow should be waiting for us more importantly me.”

****

“Yeah just so you know I am still going to make love to Oscar” Kelly said with a sharp toothed grin.

****

Ozpin gave him a deadpanned look. “You haven’t changed one bit.” He sighed before Oscar’s body stiffened and he shivered. “..did you really have to tell him that?” Oscar asked having a cute blush on his face. 

****

“He is in your head he will be able to watch the whole thing” Kelly said stealing another kiss while rubbing Oscar’s ass.

****

Oscar moaned his hips bucking to grind against Kelly. “Y-You know I hate the fact you can do this to me.” He whined pushing back against Kelly’s hand.

****

“Maybe if you are good you can ride me on the train to haven” Kelly said kissing the blushing teen once more.

****

Oscar shivered biting his lip, his pants feeling tighter as he was hard as a rock at the thought of riding Kelly. “F-fine, let’s just get going.” ‘ _ And this just proves why he had so many restraining orders’ _ he said making Oscar groan as he remembered that Ozpin was watching.

****

‘ _ You know you don't have to watch.’ _ he said.

****

‘ _ You do remember I see what you do and to a lesser extent feel what you do.’ _ Ozpin said. ‘ _ The only thing I can do is just ignore the shared feelings so I won’t feel a thing.’ _ he said making Oscar sigh. 

****

‘ _ Can’t you, like just look away? Or just I don't know not pay attention?’  _ He asked and for a moment Ozpin was silent. “....If all I knew was you kissing and groping me was what it would take to get him to stop.” Oscar said. “I would have had you bend me over and take me right here.”

****

Kelly let our a booming laugh and said. “Good thing he does not have a crazy ex or any kids.”

****

Oscar rolled his eyes. “Kelly, you have been reading too many of those cheesy romance drama novels.” 

****

“Oh I thought you liked it when I was cheesy and romantic” Kelly said stealing another kiss neither of them aware Ozpin was sweating bullets at Kelly’s words.

****

After saying goodbye to Oscar’s aunt, the two of them made their long journey to the nearest train station and stood waiting for the train. “How long until it gets here?” he asked Kelly looking for the train.

****

“It should arrive in about 10 minutes unless it is delayed by the grim” Kelly said scooping Oscar up and sitting him on his broad shoulder.

****

Oscar sighed, watching it rain as he listened to the sounds of the thunder and lightning. ‘ _ Be on your guard. _ ’ Ozpin’s sudden warning said shaking him from his thoughts. “What do you mean?”

****

A man as big as Kelly stepped onto the platform to wait on the train, he was well muscled with brown hair and looked to carry no weapon on his body, which set Kelly on edge as no one would travel unarmed unless they were in the cities protected by huntsman.

****

Oscar gulped, as he watched the man walk on to the platform. For a fraction of a second their eyes meet and Oscar felt fear grip his heart. “You and your brother are waiting for the train?” He asked as Oscar gripped Kelly shirt.

****

“We are waiting on the train, but we’re not brothers, We are boyfriends” Kelly said staring the man straight in the eye as he talked. 

****

The man just stayed silent for a moment, then he nodded. “Then you have my congratulations.” He said turning to walk  towards the train that had began to pull up. “Hold close those you love...you don't know how soon they could be taken away from you.”

****

Boarding Kelly quickly went to their private compartment and closed and sealed the door after sitting Oscar down.

****

“T-That man.” Oscar whispered. “I felt...who is he?” He asked. 

****

‘ _ Someone from my past, someone who should not be taken lightly.’ _ Was all Ozpin said before going silent.

****

“Now I think I promised someone a ride” Kelly said shedding his clothes showing of his thick muscles. Kelly had massive pecs, and thick corded arm muscles, his stomach was a 6 pack of abs.

****

Oscar licked his lips, no matter how many times he had seen Kelly naked he always loved seeing his nude form, his eyes roaming over every inch of muscle, going up to his pecs down to his nipples, trailing down his arms to his abs, and finally moving down towards his legs and more importantly his cock.

****

‘ _ And, with that being said I am going to be in the very deepest part of your mind.’ _ Said Ozpin, but Oscar ignored him all together settling to drool over his boyfriends body.

****

Kneeling down Kelly gently removed Oscar’s clothes kissing him and pressing him against the massive pecs.

****

Oscar’s hands roamed along Kelly’s chest, resting on top of his pecs and moving up to his shoulders trailing down them to his sides. He whimpered, grinding against him his clothed cock aching inside of his pants. “S-Sweet O-oum Kelly.” 

****

Reaching down Kelly undid Oscar’s pants and started licking his way down the smooth tan body.

****

Oscar had quickly thrown off his shirt. Now, like Kelly he stood naked his short lean frame having his own muscles, while he wasn’t big or muscular, he was lean with an athletic figure toned stomach arms and legs, his ass was nice, round, supple, and almost bubble like. Standing at attention was his hard 3 thick 9-inch cock, the head smeared with pre.

****

Leaning in Kelly swallowed the aching shaft in one go wrapping his lips around the base and humming.

****

Oscar gasped, one hand gripping Kelly’s shoulder the other entangling his fingers in his hair. “K-Kelly~” He whined the perpetual blush on his cheeks getting darker making his freckles more visible. 

****

Humming Kelly sucked harder wanting to force his lover to cum before they got to the real fun.

****

“Ah!” Oscar’s guttural moan was matched with wide eyes, hips immediately rocking back and forth before, as he was unable to stop himself from cumming due to the skills his boyfriend was using. “K-Kelly!” With a loud mewling moan he came hard, spraying thick hot cum into his mouth.

****

Grinning Kelly stood up raising his hand and letting the cum fall into his hand that he then used to coat his aching 12 inch soda can thick cock and took a seat on the bench,

****

Oscar’s eyes locked on to the 12 inch cock, licking his lips as he crawled into Kelly’s lap positioning himself over the tip, and slowly he lowered himself down enjoying the feeling of being filled by Kelly’s cock body quivering in pleasure as he took inch by glorious inch inside of his warm velvet like rectum as it squeezed and constricted Kelly’s cock.

****

Unknown to him, as he lowered himself down his mind began recalling all the times he and Kelly had had sex, every hot steamy session, every position, every time they fucked, in the barn and out of it, and sometimes with his aunt just outside the door. 

****

Ozpin could only try to sort through them quick enough to not get caught by them, as he had retreated into Oscars mind hoping to avoid seeing the two of them have sec, but instead he was just seeing more. ‘ _ Sweet Monty o\Oum….I’ve been reincarnated in the body of a nympho.’ _

****

Kelly moaned hugging the smaller body to him as he slowly pushed into the tight hole.

****

When Oscar finally stopped, he let his breath flow again, collapsing against the muscular body before him, his ass gripping Kelly’s cock welcoming it inside of it. “O-Oh! Aaaah!” Oscar’s moans were music to Kelly’s ears. “I-I swear i c-can almost feel this thing in my stomach.” He moaned. “S-So thick! S-So much...s-so full.”

****

Kelly started shifting his hips, sliding in and out of the tight hole moaning as he turned Oscar’s head and kissed him.

****

Oscar’s piercing cries echoed off the walls. His entire body spasmed, and he let his eyes flutter close hands cupping Kelly’s face as they made out, he did his best to lift himself up and come back down to match Kelly’s thrust, moans being swallowed by the muscular male.

****

The two continued fucking unaware of the Dilemma befalling Ozpin in Oscar’s head.

****

Ozpin was lost in a sea of memories, the sounds of Kelly and Oscars moans, skin slapping skin, grunts, screams of pleasure. He tried his hardest to drown them out, trying to submerge himself in memories from his past but it wasn’t working as well as he hoped. ‘ _ They can’t keep this up forever.’ _ he thought to himself.  _ ‘Eventually, they will reach their end and it will be over.’ _

****

Each time Kelly’s massive cock shoved into Oscar, his walls would immediately tighten back around it, granting him increasingly louder groans from both the younger and older male. Tears of pleasure spilled over Oscar’s eyes as he wrapped his arms around Kelly’s neck, mouth parted in a permanent cry of pleasure.

****

Kelly grunted speeding up his thrusts as he held Oscar to him tightly. Each thrust drawing a scream of Pleasure from the smaller teen.

****

“Fuck me Kelly, Gods! H-Harder! Please harder!” Oscar cried out, ass clenching even more around Kelly's cock, his own trapped between them and smearing Kelly’s abs with pre.

****

For hours the two fucked the compartment smelling of sex, and it most likely would never smell like anything but sex after the teens were done.

****

Ozpin was covering his ears, praying to the gods that it would end and yet it didn’t he was forced to watch the memories and listen to the sounds and get flashes of the two of them on the train. ‘ _ How….How?....How can they keep this up?! They should have been done by now!’ _

****

Oscar’s tongue dangled out with saliva plastering his chin as he was fucked senseless, breathing wasn’t even an option for him at this point as he mindlessly clawed at Kelly’s back, eyes rolling to the back of his head as every sense in his nerves were replaced by rapture. His head fell back exposing his neck baring it to Kelly showing off faded teeth marks from the numerous times he had bit Oscar on his neck before. 

****

Grunting Kelly blew his massive load deep in Oscar, making his stomach swell from the amount of cum filling him.

****

Waves of heat crashed over Oscar’s body with each surge of cum Kelly dumped into him. He withered and moaned against the larger male as he mewled in his ear and blew his own load, spraying his and Kelly’s chest, necks and faces with his own cum some even landing on the seat and floor.

****

“Well I will Clean up you Tell Oz it is safe to come back to the front of your mind now” Kelly said with a sigh as he pulled Oscar off his cock.

****

Oscar’s hole quickly closed up, not wanting to spill a single drop of Kelly’s cum while he rubbed his stomach. ‘ _ Ozpin? It’s safe you can come out now.’ _

****

_ ‘ _ _.......’ _

****

_ ‘Ozpin?...Hello? You there?’  _ Oscar asked confused why it was silent.

****

_ ‘The two of you…...The things I saw….the things you have done…..Words can’t describe what i have seen and heard.’  _

****

‘ _ What? What on remnant are you talking about?’ _

****

‘ _ I saw your memories Oscar….all of them with you and Mr. Kelly…..and i heard everything.’ _ Oscar’s eyes widen and his cheeks burned brightly to the point his entire face was as red as a dust crystal. 

****

Kelly finished cleaning up and turned to see his boyfriend glowing Bright red and asked “Is everything okay Oscar”

****

“...He saw my memories.” Oscar said mortified. “He saw everything we did, everywhere we did it, every time we did it.”

****

“Well I guess the only option is to let him join next time” Kelly said with a shark like grin as he looked at Oscar.

****

“Your only saying that cause you want to play it off as a threesome.” Oscar deadpanned as he looked Kelly in the eyes. 

****

“Oh and you don't want someone to talk with about how it feels to be split open by me” Kelly said redressing.

****

Oscar was silent for a moment, but his blush on his face grew darker and he knew inside of his mind Ozpin was as well.

****

**~Unknown Location~**

****

Bodies of grim lay scattered around the room, all of them dismembered, or burned, slowly they began to disintegrate into nothingness. A black gloved hand pressed it’s middle and thumb finger together letting out a loud snap. Off to the side stood a young woman with medium-brown skin and dark-red eyes. Her hair is a light, mint-green with a straight fringe and bangs, as well as two long locks on each side, in the back. She wears two bronze-colored rings on her middle fingers as well as a pair of high-heeled shoes. This was Emerald Sustrai, hearing the sound of her mistress snap her fingers she placed two fingers at her temple and narrowed her eyes. 

****

Slowly, in the center of the room an image began to appear the image the image began to take the form of a young girl with black hair with red tips and silver eyes. Standing before the girl was another young woman, she was wearing a black mask that appears to be made of black glass over the left side of her face, a scar extends into a slight x-shape over the bridge of her nose, as well as having deformed and degraded the tissue of her left ear. She wears a long, dark red dress with one long, wide sleeve hiding her left arm. The edges of the collar and the opening for the right arm are gold-colored, and the upper chest and left sleeve are decorated with golden designs.

The right side of her dress is open from the hip down with two gold-colored straps made up of interwoven ropes connecting the front half to the back half of her thigh. Under the dress, she appears to wear black pantyhose. On the right hip, the dress has a black rhombus-shaped gem set in a gold-colored metal of the same shape, with feathers of varying shades of blue extending from the bottom of it. On her right arm, she wears a long, gray glove, the top of which has a gold-colored metal ring with curvy branching extensions going up her arm. Her right ear has a new, ring-shaped earring higher up than the dangling black gem earring. This was Cinder Falls. 

Cinder looked at the illusion of the girl before her, and she sneered and placed her hand out towards her palm facing the girl and a torrent of flames incinerated her to ashes.

Off to the side in the doorway stood a figure, this figure was a woman with deathly pallor, covered with deep red and purple veins that run up her arms and face. The sclerae of her eyes are jet black and her irises glow red, shining brighter when she is agitated. She has a black diamond-shaped marking in the center of her forehead. She wears a very long black robe with red designs resembling eyes. She also wears a ring resembling an insect on her right index finger. She has white hair formed into a bun with six offshoots from which ornaments are suspended. This woman...was Salem.

“Hm, to think it would take you this long to get use to your powers.” Salem said, her eyes narrowed. “But you still fail to answer my one question, are you sure you killed Ozpin” Salem said crossing her hands under her chin as she stared at the new Maiden. 

Cinder flinched lightly at the sound of her master’s voice, knowing that she wanted her to speak instead of having Emerald speak for her. “You know she can’t answer you mother.” A smooth and yet playful voice said. Walking from the darkness of the doorway was another figure, the figure wore a black two-piece, with his top being high-necked and showing extreme midriff, a knee length skirt with two extremely high thigh slits, two slits on top of the skirt, and barely covered him up. His heeled boots were at ankle height with the toes being exposed, he had a black chain like material wrapped around his right wrist. 

The figures skin was as pale as Salem’s but not as deathly pale and more snow white in color, his hair was a shade of silvery white color cut to his shoulders. His eyes were red Irises with black sclera's.

“My son.” Salem said a benign smile on her face as she acknowledged her son.

****

The boy, the son of Salem smiled at his mother. “Good evening mother.” He said bowing to her, he gave Cinder a side glance. “...hired help.” he said smirking seeing the black haired woman clench her hand into a fist at the one person who her master held in higher regards then her. 

****

“Leave us.” Salem ordered waving her hand making the Doors open.

****

Cinder gritted her teeth, a flame like aura burning around her eye, but she stopped and snapped her fingers for Emerald and her other lackey Mercury to follow her, Mercury yelped as something smacked his ass and when he looked at Salem’s child he wasn’t even looking at him.

****

“Mother.” The child said. “You summoned me, is something wrong?” He asked once Cinder and her little group left.

****

“Yes, Cinder has not been very forthcoming with the results of her battle with Ozpin.” Salem said as she gazed out the window of her home. “So, either she killed him meaning he has yet to be reincarnated, or he managed to slip away and allude my senses.” Salem said taking a sip of her tea.

****

The child smiled albeit somewhat sinisterly. “Ara, so he has yet to be reborn, or he is off somewhere licking his wounds after the fall bitch failed to killed him.” He mused running a hand through his hair. “I assume you want me to track down his newest host?” He asked. “And what should I do when I find him?” 

****

“If you manage to find him observe him, I do not know what he is planning yet, but with the relic not in the vault in Beacon it must be in the same place where he is hiding. If you find him, you will find the Relic.” She then closed her eyes. “But, anyone he is with who stands in your way to him...they must pay the price” Salem said a little anger showing through her voice.

****

The child giggled, his eyes gleaming as his eyes gained a aura around them. “Trust me mother.” He said smiling. “I will make it so that anyone in my way suffers.” He purred licking his lips as energy covered his hands. “I will make you proud.” he turned towards the door his heels not making a single sound. “The one who is with Father will pay, and i will make sure they are taken care of…..for good.” As he said this his eyes flashed once more making them glow, in the darkness of the hallway as behind him the eyes of hundreds of Grim appeared only making the scene all the more frightening. 


End file.
